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BK:00026 PG -0975 from the Library Development Section. Governance Committee members must be selected from the Senior Management staff of Member Libraries. NC Cardinal Member Library representation on the Governance Committee shall be composed of: 1. one (1) member from a Municipal library; 2. one (1) member from a County library; 3. one (1) member from a Regional library; and 4. two (2) members at large. Section 3b: Nomination At least sixty (60) days prior to the NC Cardinal General Membership Meeting, the Governance Committee must appoint a Nominations Committee of two (2) or more Members who are not seeking election. The Nominations Committee is required to receive and coordinate nominations for election to the Governance Committee. Section 3c: Election An election of Governance Committee members must be held at an NC Cardinal General Meeting to replace those members whose terms of office have expired or will expire at the end of the meeting. Section 3d: Terms A term of office shall be two (2) years, to commence at the beginning of the next Quarter after the election with the exception of the first year. Following the election, an announcement of the newly elected officers will be sent to the membership promptly. Committee members may serve two (2) consecutive terms with a two - thirds (2/3) majority vote of the membership. Committee appointments shall be staggered to promote consistency as well as to accommodate change. Section 3e: Vacancies Vacancies on the Governance Committee shall be filled by appointment by the Governance Committee until the next election of members. Section 3f: Meetings of Governance Committee The Governance Committee shall hold at least two meetings per year, with other meetings scheduled as needed. At least thirty (30) days in advance, the General Membership shall be notified of Governance Committee meetings. Governance Committee meetings are closed and attendance is limited to Committee members, administrative staff of Member Libraries, and invited guests. Additional meetings may be scheduled: 1. at the request of the State Library, 2. at the request of two Governance Committee members; or 3. upon receipt of a written request signed by at least fifty (50) percent of the membership. At least one (1) annual meeting will be held for the General Membership. Members will be notified at least thirty (30) days in advance of the annual meeting. Minutes of meetings shall be kept and distributed to the membership. NC Cardinal Memorandum of Agreement Page 12 of 16